NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2026
(Unaudited)
(Dollars in Millions Except Per Share Data, Unless Otherwise Noted)
1. BASIS OF PRESENTATION
The accompanying (a) Condensed Consolidated Balance Sheet of Regal Rexnord Corporation (the “Company”), as of December 31, 2025, which has been derived from audited Consolidated Financial Statements, and (b) unaudited interim Condensed Consolidated Financial Statements as of March 31, 2026 and for the three months ended March 31, 2026 and March 31, 2025, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.
It is suggested that these Condensed Consolidated Financial Statements be read in conjunction with the Consolidated Financial Statements and the Notes thereto included in the Company’s 2025 Annual Report on Form 10-K filed with the SEC on February 20, 2026.
In the opinion of management, all adjustments considered necessary for a fair presentation of financial results have been made. Except as otherwise discussed, such adjustments consist of only those of a normal recurring nature. Operating results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the entire year ending December 31, 2026.
The Condensed Consolidated Financial Statements have been prepared in accordance with GAAP, which requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Condensed Consolidated Financial Statements and revenues and expenses during the periods reported. Actual results could differ from those estimates. The Company uses estimates in accounting for, among other items, allowances for credit losses; excess and obsolete inventory; share-based compensation; product warranty obligations; pension and post-retirement assets and liabilities; derivative fair values; goodwill and other asset impairments; health care reserves; rebates and incentives; litigation claims and contingencies, including environmental matters; and income taxes. The Company accounts for changes to estimates and assumptions when warranted by factually based experience.
2. OTHER FINANCIAL INFORMATION
Revenue Recognition
The Company recognizes revenue from the sale of premium-efficiency electric motors and air moving subsystems, highly engineered industrial power transmission components and subsystems, and a portfolio of discrete automation products that include controls, actuators, drives, and high-precision servo motors. The Company recognizes revenue when control of the product passes to the customer or the service is provided. Revenue is recognized at an amount that reflects the consideration expected to be received in exchange for such goods or services.
Nature of Performance Obligations
For performance obligations related to substantially all of the Company's product sales, the Company determines that the customer obtains control upon shipment and recognizes revenue accordingly. Once a product has shipped, the customer is able to direct the use of and obtain substantially all of the remaining benefits from the asset. The Company considers control to have transferred upon shipment because the Company has a present right to payment at that time, the customer has legal title to the asset, the Company has transferred physical possession of the asset, and the customer has significant risks and rewards of ownership of the asset.
For certain contracts, the Company transfers control and recognizes revenue over time. The Company generally recognizes revenue over time on contracts for which the Company is creating an asset with no alternative use and has an enforceable right to payment for performance completed to date. The Company satisfies its performance obligations over time and uses a cost-based input method to measure progress. In applying the cost-based method of revenue recognition, the Company uses actual costs incurred to date relative to the total estimated costs for the contract in conjunction with the customer's commitment to perform in determining the amount of revenue to recognize. The Company has determined that the cost-based input method best depicts the transfer of control of goods or services to the customer.
For contracts recognized using the cost-based input method, the Company determines the contract asset or contract liability position at each reporting period. Contract assets relate to the Company's right to consideration for work completed but not billed at the reporting date and are recorded in Prepaid Expenses and Other Current Assets and Other Noncurrent Assets on the Condensed Consolidated Balance Sheets. Contract liabilities relate to advance consideration received from customers or advance billings for which revenue has not been recognized and are recorded in Other Accrued Expenses on the Condensed Consolidated Balance Sheets.
The following table presents contract assets and contract liabilities as of March 31, 2026 and December 31, 2025:
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| | Current Contract Assets | | Noncurrent Contract Assets | | Current Contract Liabilities |
| Balance as of March 31, 2026 | | $ | 120.1 | | | $ | 5.0 | | | $ | 22.2 | |
| Balance as of December 31, 2025 | | 83.5 | | | — | | | 34.5 | |
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For the three months ended March 31, 2026, the company recognized revenue of $14.8 million from contract liabilities. Contract assets and contract liabilities were not material as of March 31, 2025 and December 31, 2024.
Transaction Price Allocated to Remaining Performance Obligations
As of March 31, 2026, we estimated that approximately $911.2 million in revenue is expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied), with 15.2% expected to be recognized in the remainder of 2026 and 84.8% in 2027. Data center orders received in 2025 of $735 million are currently expected to be recognized in revenue in 2027. These amounts exclude revenue allocated to remaining performance obligations for contracts with original terms of 12 months or less.
Disaggregation of Revenue
The following tables presents the Company’s revenues disaggregated by geographical region:
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| | Three Months Ended |
| March 31, 2026 | | Automation & Motion Control | | Industrial Powertrain Solutions | | Power Efficiency Solutions | | | | Total |
| North America | | $ | 314.7 | | | $ | 427.9 | | | $ | 278.2 | | | | | $ | 1,020.8 | |
| Asia | | 20.5 | | | 42.2 | | | 50.7 | | | | | 113.4 | |
| Europe | | 103.1 | | | 128.5 | | | 33.9 | | | | | 265.5 | |
| Rest-of-World | | 18.8 | | | 49.6 | | | 11.0 | | | | | 79.4 | |
| Total | | $ | 457.1 | | | $ | 648.2 | | | $ | 373.8 | | | | | $ | 1,479.1 | |
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| Three Months Ended |
| March 31, 2025 | | Automation & Motion Control | | Industrial Powertrain Solutions | | | | Power Efficiency Solutions | | Total |
| North America | | $ | 260.9 | | | $ | 414.9 | | | | | $ | 326.5 | | | $ | 1,002.3 | |
| Asia | | 23.5 | | | 33.8 | | | | | 37.7 | | | 95.0 | |
| Europe | | 93.4 | | | 122.9 | | | | | 33.8 | | | 250.1 | |
| Rest-of-World | | 18.5 | | | 41.1 | | | | | 11.1 | | | 70.7 | |
| Total | | $ | 396.3 | | | $ | 612.7 | | | | | $ | 409.1 | | | $ | 1,418.1 | |
Trade Receivables
The Company's policy for estimating the allowance for credit losses on trade receivables considers several factors including historical write-off experience, overall customer credit quality in relation to general economic and market conditions, and specific customer account analyses. The specific customer account analysis considers such items as credit worthiness, payment history, and historical bad debt experience. Trade receivables are written off after exhaustive collection efforts occur and the receivable is deemed uncollectible. Adjustments to the allowance for credit losses are recorded in Operating Expenses.
The Company has an accounts receivable securitization facility (the “Securitization Facility"). The Company accounts for receivables sold under the Securitization Facility as a sale of financial assets pursuant to ASC 860 “Transfers and Servicing” and derecognizes these receivables from its Condensed Consolidated Balance Sheets. See Note 6 - Receivables Securitization for more information.
Inventories
The following table presents approximate percentage distribution between major classes of inventories:
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| March 31, 2026 | | December 31, 2025 |
| Raw Material and Work in Process | 62.3% | | 63.4% |
| Finished Goods and Purchased Parts | 37.7% | | 36.6% |
Inventories are stated at the lower of cost or net realizable value, using the FIFO cost method. Material, labor and factory overhead costs are included in the inventories.
Property, Plant, and Equipment
The following table presents property, plant, and equipment by major classification:
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| Useful Life in Years | | March 31, 2026 | | December 31, 2025 |
| Land and Improvements | | | $ | 129.1 | | | $ | 130.6 | |
| Buildings and Improvements | 3 - 50 | | 432.7 | | | 434.8 | |
| Machinery and Equipment | 3 - 15 | | 1,318.1 | | | 1,314.8 | |
| Property, Plant and Equipment | | | 1,879.9 | | | 1,880.2 | |
| Less: Accumulated Depreciation | | | (995.9) | | | (968.4) | |
| Net Property, Plant and Equipment | | | $ | 884.0 | | | $ | 911.8 | |
As of March 31, 2026 and December 31, 2025, $64.6 million and $66.7 million of right-of-use assets were included in Net Property, Plant and Equipment, respectively.
Supplier Finance Program
The Company's supplier finance program with Bank of America ("the Bank") offers the Company's designated suppliers the option to receive payments of outstanding invoices in advance of the invoice maturity dates at a discount. The Company's payment obligation to the Bank remains subject to the respective supplier's invoice maturity date. The Bank acts as a payment agent, making payments on invoices the Company confirms are valid. The supplier finance program is offered for open account transactions only and may be terminated by either the Company or the Bank upon 15 days notice. The Company has not pledged any assets under this program. The Company has not incurred any subscription, service or other fees related to the Company's supplier finance program. The Company's outstanding obligations under the supplier finance program, which are classified within Accounts Payable, were $51.6 million and $42.0 million as of March 31, 2026 and December 31, 2025, respectively.
3. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustments, unrealized gains and losses on derivative instruments designated as hedges and pension and post retirement liability adjustments are included in Accumulated Other Comprehensive Income (Loss) ("AOCI"), a component of Total Equity.
The following tables present changes in AOCI by component for the three months ended March 31, 2026 and March 31, 2025:
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| | Three Months Ended |
| March 31, 2026 | | Hedging Activities | | Pension and Post Retirement Benefit Adjustments | | Foreign Currency Translation Adjustments | | Total |
| Beginning Balance | | $ | 16.3 | | | $ | (20.9) | | | $ | (70.8) | | | $ | (75.4) | |
| Other Comprehensive Income (Loss) before Reclassifications | | (1.3) | | | — | | | (73.1) | | | (74.4) | |
| (Gain) Loss Reclassified from AOCI | | (2.7) | | | (0.8) | | | — | | | (3.5) | |
| Tax Impact | | 1.0 | | | 0.2 | | | — | | | 1.2 | |
| Net Current Period Other Comprehensive Income (Loss) | | (3.0) | | | (0.6) | | | (73.1) | | | (76.7) | |
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| Ending Balance | | 13.3 | | | (21.5) | | | (143.9) | | | (152.1) | |
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| March 31, 2025 | | Hedging Activities | | Pension and Post Retirement Benefit Adjustments | | Foreign Currency Translation Adjustments | | Total |
| Beginning Balance | | $ | (5.5) | | | $ | (21.5) | | | $ | (415.7) | | | $ | (442.7) | |
| Other Comprehensive Income (Loss) before Reclassifications | | 6.9 | | | (1.3) | | | 120.0 | | | 125.6 | |
| Loss (Gain) Reclassified from AOCI | | 0.6 | | | (0.2) | | | — | | | 0.4 | |
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| Tax Impact | | (1.8) | | | 0.4 | | | — | | | (1.4) | |
| Net Current Period Other Comprehensive Income (Loss) | | 5.7 | | | (1.1) | | | 120.0 | | | 124.6 | |
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| Ending Balance | | 0.2 | | | (22.6) | | | (295.7) | | | (318.1) | |
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The Condensed Consolidated Statements of Income line items affected by the hedging activities reclassified from AOCI in the tables above are disclosed in Note 13 - Derivative Financial Instruments.
The reclassification amounts for pension and post-retirement benefit adjustments in the tables above are part of net periodic benefit costs recorded in Other Expense, Net (see also Note 8 - Retirement Plans).
4. GOODWILL AND INTANGIBLE ASSETS
Goodwill
As required, the Company performs an annual impairment test of goodwill as of the end of October, or more frequently if events or circumstances change that would more likely than not reduce the fair value of its reporting units below their carrying value.
The following table presents changes to goodwill during the three months ended March 31, 2026:
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| | Automation & Motion Control | | Industrial Powertrain Solutions | | Power Efficiency Solutions | | Total |
| Balance as of December 31, 2025 | | $ | 2,078.7 | | | $ | 3,775.4 | | | $ | 757.2 | | | $ | 6,611.3 | |
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| Translation Adjustments | | (18.1) | | | (14.7) | | | (1.3) | | | (34.1) | |
| Balance as of March 31, 2026 | | $ | 2,060.6 | | | $ | 3,760.7 | | | $ | 755.9 | | | $ | 6,577.2 | |
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| Cumulative Goodwill Impairment Charges | | $ | 5.1 | | | $ | 18.1 | | | $ | 200.4 | | | $ | 223.6 | |
Intangible Assets
Intangible assets consist of the following:
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| | | | March 31, 2026 | | December 31, 2025 |
| | Weighted Average Amortization Period (Years) | | Gross Value | | Accumulated Amortization | | Net Carrying Amount | | Gross Value | | Accumulated Amortization | | Net Carrying Amount |
| Customer Relationships | 15 | | $ | 3,969.4 | | | $ | 1,244.1 | | | $ | 2,725.3 | | | $ | 3,993.6 | | | $ | 1,188.7 | | | $ | 2,804.9 | |
| Technology | 13 | | 298.7 | | | 136.2 | | | 162.5 | | | 300.2 | | | 131.5 | | | 168.7 | |
| Trademarks | 10 | | 713.8 | | | 291.9 | | | 421.9 | | | 719.1 | | | 274.3 | | | 444.8 | |
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| Total Intangibles | | | $ | 4,981.9 | | | $ | 1,672.2 | | | $ | 3,309.7 | | | $ | 5,012.9 | | | $ | 1,594.5 | | | $ | 3,418.4 | |
Amortization expense recorded for the three months ended March 31, 2026 and March 31, 2025 was $86.6 million and $85.4 million, respectively.
5. SEGMENT INFORMATION
The Company's operations are organized and managed based on similar product offerings and end markets in the following three reportable segments: Automation & Motion Control ("AMC"), Industrial Powertrain Solutions ("IPS") and Power Efficiency Solutions ("PES").
The AMC segment designs, produces and services conveyor products, conveying automation subsystems, aerospace components, precision motion control solutions, high-efficiency miniature servo motors, controls, drives and linear actuators, as well as power management products that include automatic transfer switches, paralleling switchgear, and customized modular electric pod solutions ("E-Pods") that comprise relevant power and thermal management content. The segment sells into markets that include discrete factory automation, food and beverage, aerospace, general industrial, medical and data center.
The IPS segment designs, produces and services a broad portfolio of highly-engineered transmission products, including mounted and unmounted bearings, couplings, mechanical power transmission drives and components, gearboxes and gear motors, clutches, brakes, and industrial powertrain components and solutions. Increasingly, the segment produces industrial powertrain solutions, which are integrated sub-systems comprised of Regal Rexnord motors plus the critical power transmission components that efficiently transmit motion using power generated by the motor to various industrial applications. The segment serves a broad range of markets that include general industrial, metals and mining, energy, discrete automation and commercial HVAC.
The PES segment designs and produces fractional to approximately 5 horsepower AC and DC motors, electronic variable speed controls, electronic drives, fans and blowers, as well as integrated air moving subsystems comprised of two or more of these components. The segment's products are used in residential and commercial HVAC, and in a wide range of general commercial applications.
The chief operating decision maker ("CODM") of the Company is its chief executive officer. Among other considerations, the CODM evaluates performance and allocates resources based on the segment's income from operations. The Company also regularly provides to the CODM information on adjusted cost of sales and adjusted engineering, selling and administration expenses, which are significant expenses.
The following sets forth certain financial information attributable to the Company's reportable segments for the three months ended March 31, 2026 and March 31, 2025:
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| | Three Months Ended |
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| March 31, 2026 | | Automation & Motion Control | | Industrial Powertrain Solutions | | Power Efficiency Solutions | | | | Eliminations | | Total |
| Total Sales | | $ | 461.0 | | | $ | 654.5 | | | $ | 374.2 | | | | | $ | (10.6) | | | $ | 1,479.1 | |
| Intersegment Sales | | 3.9 | | 6.3 | | 0.4 | | | | (10.6) | | | — | |
Net Sales (1) | | 457.1 | | 648.2 | | 373.8 | | | | — | | | 1,479.1 | |
Adjusted Cost of Sales (2) | | 300.4 | | 377.0 | | 257.0 | | | | — | | | 934.4 | |
Adjusted Engineering, Selling and Administration Expenses (3) | | 92.4 | | 136.1 | | 66.7 | | | | — | | | 295.2 | |
Other Segment Items (4) | | 32.7 | | 55.9 | | 8.2 | | | | — | | | 96.8 | |
| Income from Operations | | 31.6 | | | 79.2 | | | 41.9 | | | | | — | | | 152.7 | |
| Interest Expense | | | | | | | | | | | | 80.5 | |
| Interest Income | | | | | | | | | | | | (4.6) | |
| Other Expense, Net | | | | | | | | | | | | 0.3 | |
| Income before Taxes | | | | | | | | | | | | 76.5 | |
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| Other Supplemental Disclosures | | | | | | | | | | | | |
| Amortization | | 34.7 | | 51.3 | | 0.6 | | | | — | | | 86.6 |
| Depreciation | | 11.5 | | 16.9 | | 8.9 | | | | — | | | 37.3 |
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| Capital Expenditures | | 6.7 | | 5.2 | | 5.5 | | | | — | | | 17.4 |
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| | Three Months Ended |
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| March 31, 2025 | | Automation & Motion Control | | Industrial Powertrain Solutions | | Power Efficiency Solutions | | | | Eliminations | | Total |
| Total Sales | | $ | 399.7 | | | $ | 616.2 | | | $ | 409.4 | | | | | $ | (7.2) | | | $ | 1,418.1 | |
| Intersegment Sales | | 3.4 | | | 3.5 | | | 0.3 | | | | | (7.2) | | | — | |
Net Sales (1) | | 396.3 | | | 612.7 | | | 409.1 | | | | | — | | | 1,418.1 | |
Adjusted Cost of Sales (2) | | 245.8 | | | 352.6 | | | 297.1 | | | | | — | | | 895.5 | |
Adjusted Engineering, Selling and Administration Expenses (3) | | 88.8 | | | 125.5 | | | 67.2 | | | | | — | | | 281.5 | |
Other Segment Items (4) | | 26.6 | | | 52.9 | | | 1.9 | | | | | — | | | 81.4 | |
| Income from Operations | | 35.1 | | | 81.7 | | | 42.9 | | | | | — | | | 159.7 | |
| Interest Expense | | | | | | | | | | | | 90.2 | |
| Interest Income | | | | | | | | | | | | (4.2) | |
| Other Expense, Net | | | | | | | | | | | | 0.7 | |
| Income before Taxes | | | | | | | | | | | | 73.0 |
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| Other Supplemental Disclosures | | | | | | | | | | | | |
| Amortization | | 33.9 | | 49.9 | | 1.6 | | | | — | | | 85.4 |
| Depreciation | | 11.6 | | | 19.6 | | | 8.9 | | | | | — | | | 40.1 |
| Capital Expenditures | | 6.0 | | | 8.2 | | | 2.6 | | | | | — | | | 16.8 | |
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(1) Represents revenues from external customers.
(2) Adjusted Cost of Sales includes costs associated with producing goods for sale, such as materials, labor and overhead costs, and intercompany cost of sales. Adjusted Cost of Sales differs from Cost of Sales reported under US GAAP primarily because it includes
intercompany cost of sales and excludes certain costs, primarily restructuring and related expenses. The difference is included in Other Segment Items.
(3) Adjusted Engineering, Selling and Administration Expenses includes operating expenses such as engineering, selling and administration expenses, as well as hedging, foreign currency gains and losses and certain overhead expenses. Adjusted Engineering, Selling and Administration Expenses differs from Operating Expenses reported under US GAAP primarily because it excludes costs such as significant noncash items, restructuring and related costs, and transaction and integration related costs. The difference is included in Other Segment Items.
(4) Other Segment Items includes other significant noncash items, intangible amortization, as well as restructuring and related costs, transaction and integration related costs, certain overhead expenses and the elimination of intercompany cost of sales.
The following table presents identifiable assets information attributable to the Company's operating segments as of March 31, 2026 and December 31, 2025:
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| | Automation & Motion Control | | Industrial Powertrain Solutions | | Power Efficiency Solutions | | | | Total |
| Identifiable Assets as of March 31, 2026 | | $ | 4,553.3 | | | $ | 7,323.2 | | | $ | 1,904.3 | | | | | $ | 13,780.8 | |
| Identifiable Assets as of December 31, 2025 | | 4,598.6 | | | 7,389.1 | | | 1,933.3 | | | | | 13,921.0 | |
6. RECEIVABLES SECURITIZATION
On June 30, 2025, Regal Rexnord Receivables Finance LLC, a bankruptcy remote special purpose entity formed as a wholly-owned subsidiary of the Company (“SPE”), entered into a one-year $400 million accounts receivable securitization facility (the “Securitization Facility”) with PNC Bank National Association, Wells Fargo Bank, N.A., and Truist Bank (the “Purchasers”). The Securitization Facility can be renewed each year for another year with agreement between the SPE and the Purchasers. Under the Securitization Facility, certain US subsidiaries of the Company (the “Originators”) transfer their accounts receivable (the “Receivables”) to the SPE, who in turn sells certain of the Receivables (the “Sold Receivables”) to the Purchasers. The Originators will service the Receivables on behalf of the Purchasers but have no continuing involvement with the Sold Receivables.
Transfers of the Sold Receivables from the SPE to the Purchasers are accounted for as a sale of financial assets, resulting in derecognition of the Sold Receivables from the Company’s Condensed Consolidated Financial Statements. These sales are priced at the face value of the Sold Receivables less a fair market value discount, resulting in a loss on the Sold Receivables recorded in Operating Expenses in the Condensed Consolidated Statement of Income. The Sold Receivables are no longer available to satisfy creditors of any Originator in the event of bankruptcy. The SPE also retains certain Receivables as collateral to the Purchasers as a guarantee of cash collections on the Sold Receivables (the “Collateral”), which is recorded in Trade Receivables, Less Allowances in the Condensed Consolidated Balance Sheet.
The Securitization Facility is structured on a revolving basis under which the Purchasers reinvest the cash collections in the Securitization Facility and purchase additional Receivables.
The total value of accounts receivable sold from the SPE to the Purchasers under the Securitization Facility and derecognized from the Condensed Consolidated Balance Sheet was $327.0 million and $372.5 million as of March 31, 2026 and December 31, 2025, respectively. For the three months ended March 31, 2026, the Company sold accounts receivable of $559.9 million to the Purchasers under the Securitization Facility. Cash collections for the three months ended March 31, 2026 on receivables sold to the Purchasers were $605.4 million. This resulted in a net cash outflow of $45.5 million, which is reflected in Net Cash Provided by Operating Activities in the Condensed Consolidated Statement of Cash Flows. As of March 31, 2026 and December 31, 2025, unsold accounts receivable of $61.6 million and $64.6 million, respectively, were pledged by the SPE as collateral to the Purchasers.
The Company incurred charges of $3.8 million associated with the Securitization Facility for the three months ended March 31, 2026, which were reflected in Operating Expenses in the Condensed Consolidated Statement of Income.
7. DEBT AND BANK CREDIT FACILITIES
The Company’s indebtedness as of March 31, 2026 and December 31, 2025 was as follows:
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| March 31, 2026 | | December 31, 2025 | | |
| Senior Notes | $ | 3,600.0 | | | $ | 4,700.0 | | | |
| 2025 Term Facility | 850.0 | | | — | | | |
| 2025 Revolving Facility | 167.8 | | | — | | | |
| Altra Notes | 18.1 | | | 18.1 | | | |
| Finance Leases | 93.3 | | | 93.8 | | | |
| Other | 7.1 | | | 7.2 | | | |
| Less: Debt Issuance Costs | (29.9) | | | (30.4) | | | |
| Total | 4,706.4 | | | 4,788.7 | | | |
| Less: Current Maturities | 23.8 | | | 24.1 | | | |
| Long-Term Debt | $ | 4,682.6 | | | $ | 4,764.6 | | | |
The below discussion of the Company’s indebtedness should be read in conjunction with the Note 7 – Debt and Bank Credit Facilities in the Company’s 2025 Annual Report on Form 10-K filed on February 20, 2026.
Senior Notes
On January 24, 2023, the Company issued $1,100.0 million aggregate principal amount of its 6.05% senior notes due 2026 (the “2026 Senior Notes”), $1,250.0 million aggregate principal amount of its 6.05% senior notes due 2028 (the “2028 Senior Notes”), $1,100.0 million aggregate principal amount of its 6.30% senior notes due 2030 (the “2030 Senior Notes”) and $1,250.0 million aggregate principal amount of its 6.40% senior notes due 2033 (the “2033 Senior Notes” and, together with the 2026 Senior Notes, 2028 Senior Notes and 2030 Senior Notes, collectively, the “Senior Notes”). The 2026 Senior Notes matured on February 15, 2026 and were refinanced with the proceeds from the 2025 Term Facility. The 2028 Senior Notes are scheduled to mature on April 15, 2028, the 2030 Senior Notes are scheduled to mature on February 15, 2030, and the 2033 Senior Notes are scheduled to mature on April 15, 2033.
The rate of interest on each series of the Senior Notes is subject to an increase of up to 2.00% in the event of certain downgrades in the debt rating of the Senior Notes. Interest on the 2030 Senior Notes is payable semi-annually on February 15 and August 15 of each year, beginning on August 15, 2023. Interest on the 2028 Senior Notes and the 2033 Senior Notes is payable semi-annually on April 15 and October 15 of each year, beginning on April 15, 2023.
In May 2024, the Company exchanged the Senior Notes with registered notes with terms substantially identical to those of the Senior Notes of the corresponding series (the “New Notes”). The Company exchanged approximately $4,697.1 million in aggregate principal amount of Senior Notes for approximately $4,697.1 million in aggregate principal amount of New Notes of the corresponding series. The aggregate principal amount of Senior Notes not exchanged, approximately $2.9 million, remained outstanding across the four series of Senior Notes. The New Notes consisted of approximately $1,099.0 million aggregate principal amount of 6.05% senior notes that matured on February 15, 2026, $1,249.4 million aggregate principal amount of 6.05% senior notes due 2028, $1,099.4 million aggregate principal amount of 6.30% senior notes due 2030 and $1,249.3 million aggregate principal amount of 6.40% senior notes due 2033. The Senior Notes are guaranteed by certain subsidiaries of the Company.
The fair value of the Senior Notes is based on rates for instruments with comparable maturities and credit quality, which is considered a Level 2 fair value measurement (see also Note 14 - Fair Value). The approximate fair value of the Senior Notes was $3,751.4 million and $4,903.4 million as of March 31, 2026 and December 31, 2025, respectively, compared to a carrying value of $3,600.0 million and $4,700.0 million as of March 31, 2026 and December 31, 2025, respectively. The Company believes that the fair value of all other debt instruments approximates their carrying value.
Credit Agreement
On March 28, 2022, the Company entered into a Second Amended and Restated Credit Agreement (the “2022 Credit Agreement”), which was subsequently amended on November 17, 2022 and November 30, 2022. The Credit Agreement provided for an unsecured term loan facility of $1,390.0 million (the "Term Facility") and an unsecured revolving loan of $1,570.0 million (the "Multicurrency Revolving Facility"). The Company repaid the outstanding Term Loan amount of $665.0 million in 2025.
On November 21, 2025, Regal Rexnord Corporation entered into a Third Amended and Restated Credit Agreement (the “2025 Credit Agreement”) with JPMorgan Chase Bank, N.A., as Administrative Agent and the lenders named therein. The 2025 Credit Agreement amends and restates in its entirety the 2022 Credit Agreement and consists of the following:
i.an unsecured Delayed Draw Term Loan in an aggregate principal amount of up to $850.0 million, maturing on February 21, 2029 (“2025 Term Facility”) and,
ii.an unsecured revolving line of credit in Dollars or various other currencies in an aggregate principal amount of up to $1,500.0 million, maturing on November 21, 2030 (“2025 Revolving Facility”).
The Company borrowed $850.0 million under the 2025 Term Facility on February 12, 2026 and used the proceeds to refinance the 2026 Senior Notes.
Per the terms of the 2025 Credit Agreement, prepayments can be made without penalty. Borrowings under the 2025 Credit Agreement bear interest at floating rates based upon indices determined by the currency of the borrowing (SOFR or an alternative base rate for US Dollar borrowings) or at an alternative base rate, in each case, plus an applicable margin.
As of March 31, 2026 the Company had no standby letters of credit issued under the 2025 Revolving Facility and $1,332.2 million of available borrowing capacity. The average daily balance in borrowings under the 2025 Revolving Facility was $135.5 million for the three months ended March 31, 2026. The average daily balance in borrowings under the Multicurrency Revolving Facility was $81.4 million for the three months ended March 31, 2025. The Company paid a non-use fee of 0.15% as of March 31, 2026 on the aggregate unused amount of the 2025 Revolving Facility at a rate determined by reference to its consolidated funded debt to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) ratio.
Weighted average interest rates are as follows:
| | | | | | | | | | | | | | | |
| Three Months Ended | | |
| March 31, 2026 | | March 31, 2025 | | | | |
| 2025 Term Facility | 4.8 | % | | | | | | |
| Term Facility | | | 6.2 | % | | | | |
| 2025 Revolving Facility | 4.9 | % | | | | | | |
| Multicurrency Revolving Facility | | | 6.2 | % | | | | |
Altra Notes
On March 27, 2023, in connection with the Altra Transaction, the Company assumed $18.1 million aggregate principal amount of 6.125% senior notes due 2026 (the “Altra Notes”).
The Altra Notes will mature on October 1, 2026 and are presented in Current Maturities of Long-Term Debt in the Condensed Consolidated Balance Sheets. The Altra Notes may be redeemed at the option of the Company on or after October 1, 2023. The Altra Notes are guaranteed on a senior unsecured basis by certain of the Company's domestic subsidiaries.
Compliance with Financial Covenants
The 2025 Credit Agreement requires the Company to meet specified financial ratios and to satisfy certain financial condition tests. The Company was in compliance with all financial covenants as of March 31, 2026.
Finance Leases
The weighted average discount rate associated with the Company's finance leases was 8.9% as of March 31, 2026 and 5.2% as of March 31, 2025.
8. RETIREMENT PLANS
The following table presents the Company’s net periodic benefit cost (income) components of its defined benefit plans:
| | | | | | | | | | | | | | | |
| | Three Months Ended | | |
| | March 31, 2026 | | March 31, 2025 | | | | |
| Service Cost | $ | 0.8 | | | $ | 0.7 | | | | | |
| Interest Cost | 5.2 | | | 5.5 | | | | | |
| Expected Return on Plan Assets | (4.8) | | | (4.6) | | | | | |
| Amortization of Prior Service Cost and Net Actuarial Gain | (0.2) | | | (0.1) | | | | | |
| | | | | | | |
| Net Periodic Benefit Expense | $ | 1.0 | | | $ | 1.5 | | | | | |
The service cost component is included in Cost of Sales and Operating Expenses. All other components of net periodic benefit costs are included in Other Expense, Net on the Company's Condensed Consolidated Statements of Income.
For the three months ended March 31, 2026 and March 31, 2025, the Company contributed $2.5 million and $5.1 million, respectively, to its defined benefit pension plans. The Company expects to make total contributions of $18.7 million in 2026. The Company contributed a total of $15.5 million in 2025.
For the three months ended March 31, 2026 and March 31, 2025, the Company contributed $13.2 million and $7.3 million, respectively, to its defined contribution plans.
9. SHAREHOLDERS’ EQUITY
Share-Based Compensation
Performance share unit awards ("PSUs") consist of the right to shares of the Company's stock awarded to associates of the Company. PSUs vest upon the Company's Board of Director's approval of PSU metric achievement, generally in the first quarter after the conclusion of the three-year overall performance period. PSUs are granted at performance target of 100%.
For the three months ended March 31, 2026, the Company issued 41,610 Performance Share Units ("2026 PSUs"). The 2026 PSUs include two performance metrics: Return on Invested Capital weighted at 75% and Revenue Growth weighted at 25%. The payout for each performance metric ranges from 0% to 200%. The 2026 PSUs also include a 20% modifier (increase or decrease) based on relative Total Shareholder Return (“rTSR”) as compared to the S&P 900 Industrials index, which allows for up to a maximum 240% total payout. The 2026 PSUs are valued using a Monte Carlo simulation model as of the grant date. As set forth in the individual grant agreements, acceleration of vesting may occur under a change in control, death or disability. There are no voting rights with these instruments until vesting occurs and a share of stock is issued.
The Company recognized $8.0 million and $9.5 million in share-based compensation expense for the three months ended March 31, 2026 and March 31, 2025, respectively. The total income tax benefit recognized for share-based compensation expense was $5.3 million and $1.1 million for the three months ended March 31, 2026 and March 31, 2025, respectively. The Company recognizes compensation expense on grants of share-based compensation awards on a straight-line basis over the vesting period of each award.
During the three months ended March 31, 2026, the Company granted the following share-based incentive awards:
| | | | | | | | | | | | | | |
| Award Type | | Number of Awards | | Weighted Average Grant-Date Fair Value |
| | | | |
| | | | |
| Restricted Stock Units | | 101,966 | | | $ | 216.34 | |
| Performance Share Units | | 41,610 | | | $ | 246.15 | |
10. INCOME TAXES
The effective tax rate for the three months ended March 31, 2026 was 15.9% versus 21.2% for the three months ended March 31, 2025. The decrease was primarily driven by a discrete tax benefit related to stock option exercises in the current year.
As of March 31, 2026 and December 31, 2025, the Company had approximately $4.5 million and $4.2 million of unrecognized tax benefits, all of which would impact the effective income tax rate if recognized.
The Company recognizes interest and penalties related to unrecognized tax benefits in Provision for Income Taxes in the Condensed Consolidated Statements of Income. The Company had approximately $0.6 million and $0.5 million of accrued interest as of March 31, 2026 and December 31, 2025, respectively.
The Company conducts business globally and, as a result, files income tax returns in the US federal jurisdiction and various state and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities throughout the world. The US Internal Revenue Service is currently conducting an audit of the Company's 2022 income tax return. No material deficiencies have been assessed related to ongoing audits as of March 31, 2026.
11. EARNINGS PER SHARE
Diluted earnings per share is calculated based upon earnings applicable to common shares divided by the weighted-average number of common shares outstanding during the period adjusted for the effect of other dilutive securities. The amount of the anti-dilutive shares was 0.1 million and 0.3 million for the three months ended March 31, 2026 and March 31, 2025, respectively. The following table reconciles the basic and diluted shares used in earnings per share calculations for the three months ended March 31, 2026 and March 31, 2025:
| | | | | | | | | | | | | | | |
| | Three Months Ended | | |
| | March 31, 2026 | | March 31, 2025 | | | | |
| Denominator for Basic Earnings Per Share | 66.5 | | | 66.3 | | | | | |
| Effect of Dilutive Securities | 0.3 | | | 0.2 | | | | | |
| Denominator for Diluted Earnings Per Share | 66.8 | | | 66.5 | | | | | |
12. CONTINGENCIES
The Company is party to litigation and other legal or regulatory proceedings that arise in the normal course of the Company's business operations, the outcomes of which are subject to significant uncertainty, including product warranty and liability claims, contract disputes and environmental, asbestos, intellectual property, employment and other matters. The Company’s products are used in a variety of industrial, commercial and residential applications that subject the Company to claims that the use of its products is alleged to have resulted in injury, death or other damage. Many of these matters will only be resolved when one or more future events occur or fail to occur. Management conducts regular reviews, including updates from legal counsel, to assess the need for accounting recognition or disclosure of these contingencies, and such assessment inherently involves an exercise in judgment. The Company accrues for exposures to the extent that losses are deemed probable and are reasonably estimable. The Company does not currently believe that the outcome of any of these proceedings individually or collectively will have a material effect on the Company's financial position, results of operations or its cash flows.
The Company is subject to federal, state and local environmental protection laws and regulations with respect to our business operations and is operating in compliance with, or taking action aimed at helping ensure compliance with, these laws and regulations. The Company’s threshold for disclosing environmental legal proceedings involving a government authority where potential monetary sanctions are involved is $1 million.
The most significant legal proceedings involving the Company are described below.
One of the Company's subsidiaries acquired in 2007 is subject to numerous claims filed in various jurisdictions relating to certain sub-fractional motors that were primarily manufactured through 2004 and that were included as components of residential and commercial ventilation units manufactured and sold in high volumes by a third party. These ventilation units are subject to product safety requirements and other potential regulation of their performance by government agencies such as the US Consumer Product Safety Commission (“CPSC”). The claims generally allege that the ventilation units were the cause of fires. The Company has recorded an estimated liability for incurred claims. Based on the current facts, the Company cannot assure that these claims, individually or in the aggregate, will not have a material adverse effect on its subsidiary's financial condition. The Company's subsidiary cannot reasonably predict the outcome of these claims, the nature or extent of any CPSC or other remedial actions, if any, that the Company's subsidiary may need to undertake with respect to motors that remain in the field, or the costs that may be incurred, some of which could be significant.
The Company recognizes the cost associated with its standard warranty on its products at the time of sale. The amount recognized is based on historical experience. The following table presents a reconciliation of the changes in accrued warranty costs for the three months ended March 31, 2026 and March 31, 2025:
| | | | | | | | | | | | | | | |
| | Three Months Ended | | |
| | March 31, 2026 | | March 31, 2025 | | | | |
| Beginning Balance | $ | 30.6 | | | $ | 33.4 | | | | | |
| Less: Payments | 7.1 | | | 6.9 | | | | | |
| Provisions | 7.4 | | | 6.3 | | | | | |
| | | | | | | |
| | | | | | | |
| Translation Adjustments | (0.1) | | | 0.5 | | | | | |
| Ending Balance | $ | 30.8 | | | $ | 33.3 | | | | | |
These liabilities are included in Other Accrued Expenses and Other Noncurrent Liabilities on the Condensed Consolidated Balance Sheets.
13. DERIVATIVE FINANCIAL INSTRUMENTS
The Company is exposed to certain risks relating to its ongoing business operations. The primary risks managed using derivative instruments are commodity price risk, currency exchange risk, and interest rate risk. Forward contracts on certain commodities are entered into to manage the price risk associated with forecasted purchases of materials used in the Company's manufacturing process. Forward contracts on certain currencies are entered into to manage forecasted cash flows in certain foreign currencies. Interest rate swaps have been utilized in prior years to manage interest rate risk associated with the Company's floating rate borrowings. There are no outstanding interest rate swaps as of March 31, 2026.
The Company is exposed to credit losses in the event of non-performance by the counterparties to various financial agreements, including its commodity hedging transactions and foreign currency exchange contracts. Exposure to counterparty credit risk is managed by limiting counterparties to major international banks and financial institutions meeting established credit guidelines and continually monitoring their compliance with the credit guidelines. The Company does not obtain collateral or other security to support financial instruments subject to credit risk. The Company does not anticipate non-performance by its counterparties but cannot provide assurances.
The Company recognizes all derivative instruments as either assets or liabilities at fair value in the Condensed Consolidated Balance Sheets. The Company designates commodity forward contracts as cash flow hedges of forecasted purchases of commodities, currency forward contracts as cash flow hedges of forecasted foreign currency cash flows and interest rate swaps as cash flow hedges of forecasted SOFR-based interest payments. There were no significant collateral deposits on derivative financial instruments as of March 31, 2026 or March 31, 2025.
Cash Flow Hedges
The effective portion of the gain or loss on the derivative is reported as a component of AOCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses on the derivative representing either hedge ineffectiveness or changes in market value of derivatives not designated as hedges are recognized in current earnings.
As of March 31, 2026 and December 31, 2025, the Company had $7.2 million and $3.8 million, respectively, net of tax, of derivative gains on closed hedge instruments in AOCI that will be realized in earnings when the hedged items impact earnings.
The Company has commodity forward contracts to hedge forecasted purchases of commodities with maturities extending through September 2027. The notional amounts expressed in terms of the dollar value of the hedged item were as follows:
| | | | | | | | | | | |
| | March 31, 2026 | | December 31, 2025 |
| Copper | $ | 88.5 | | | $ | 78.3 | |
| | | |
The Company has currency forward contracts with maturities extending through September 2027. The notional amounts expressed in terms of the dollar value of the hedged currency were as follows:
| | | | | | | | | | | |
| | March 31, 2026 | | December 31, 2025 |
| Euro | $ | 830.1 | | | $ | 753.9 | |
| Chinese Renminbi | 460.3 | | | 586.4 | |
| Mexican Peso | 400.9 | | | 375.4 | |
| Canadian Dollar | 235.5 | | | 147.3 | |
| Indian Rupee | 48.6 | | | 44.8 | |
| Australian Dollar | 22.8 | | | 6.1 | |
| | | |
| British Pound | 16.8 | | | 16.9 | |
| | | |
| | | |
The Company entered into two receive variable/pay-fixed forward starting non-amortizing interest rate swaps in June 2020, with a total notional amount of $250.0 million, which were terminated in March 2022. The cash proceeds of $16.2 million received to settle the terminated swaps were recognized as a reduction of interest expense via the effective interest rate method through June 2025 when the balances under the related Term Facility were repaid. The Company entered into two additional receive variable/pay-fixed forward starting non-amortizing interest rate swaps in May 2022, with a total notional amount of $250.0 million and scheduled expiration in March 2027. These swaps were terminated on June 30, 2025 in connection with the repayment of the related Term Facility, resulting in cash proceeds and a recognized gain of $3.1 million, which was recorded in Interest Expense on the Condensed Consolidated Statements of Income.
Fair values of derivative instruments as of March 31, 2026 and December 31, 2025 were:
| | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2026 |
| | Prepaid Expenses and Other Current Assets | | Other Noncurrent Assets | | Other Accrued Expenses | | Other Noncurrent Liabilities |
| Designated as Hedging Instruments: | | | | | | | |
| | | | | | | |
| Currency Contracts | $ | 5.0 | | | $ | 0.2 | | | $ | 2.1 | | | $ | 0.5 | |
| Commodity Contracts | 7.1 | | | — | | | 1.3 | | | 0.3 | |
| Not Designated as Hedging Instruments: | | | | | | | |
| Currency Contracts | 5.2 | | | — | | | 11.0 | | | — | |
| | | | | | | |
| Total Derivatives | $ | 17.3 | | | $ | 0.2 | | | $ | 14.4 | | | $ | 0.8 | |
| | | | | | | | | | | | | | | | | | | | |
| | December 31, 2025 |
| | Prepaid Expenses and Other Current Assets | | Other Noncurrent Assets | | Other Accrued Expenses | | | |
| Designated as Hedging Instruments: | | | | | | | | |
| | | | | | | | |
| Currency Contracts | $ | 6.0 | | | $ | 0.5 | | | $ | 0.3 | | | | |
| Commodity Contracts | 9.5 | | | 1.1 | | | 0.4 | | | | |
| Not Designated as Hedging Instruments: | | | | | | | | |
| Currency Contracts | 5.2 | | | — | | | 2.6 | | | | |
| | | | | | | | |
| Total Derivatives | $ | 20.7 | | | $ | 1.6 | | | $ | 3.3 | | | | |
| | | | | | | | |
Derivatives Designated as Cash Flow Hedging Instruments:
The effect of derivative instruments designated as cash flow hedges on the Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income (Loss) were:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| March 31, 2026 | | March 31, 2025 |
| Commodity Forwards | | Currency Forwards | | | | Total | | Commodity Forwards | | Currency Forwards | | Interest Rate Swaps | | Total |
| (Loss) Gain Recognized in Other Comprehensive Income (Loss) | $ | (1.1) | | | $ | (0.2) | | | | | $ | (1.3) | | | $ | 7.1 | | | $ | 2.0 | | | $ | (2.2) | | | $ | 6.9 | |
| Amounts Reclassified from Other Comprehensive Income (Loss) Gain: | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| Gain (Loss) Recognized in Cost of Sales | 1.4 | | | 1.3 | | | | | 2.7 | | | (0.5) | | | (1.3) | | | — | | | (1.8) | |
| | | | | | | | | | | | | | | |
| Gain Recognized in Interest Expense | — | | | — | | | | | — | | | — | | | — | | | 1.2 | | | 1.2 | |
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Derivatives Not Designated as Cash Flow Hedging Instruments:
The effect of derivative instruments not designated as cash flow hedges on the Condensed Consolidated Statements of Income were:
| | | | | | | | | | | | | | | | | |
| | Three Months Ended |
| | | March 31, 2026 | | | | March 31, 2025 |
| | | Currency Forwards | | | | Currency Forwards |
| | | | | | | |
| (Loss) Gain recognized in Operating Expenses | | | $ | (6.0) | | | | | $ | 5.4 | |
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The AOCI balance related to hedging activities consists of a $13.3 million gain net of tax as of March 31, 2026 which includes $13.8 million of net current deferred gains expected to be reclassified to the Consolidated Statement of Comprehensive Income in the next twelve months. There were no gains or losses reclassified from AOCI to earnings based on the probability that the forecasted transaction would not occur.
The Company's commodity and currency derivative contracts are subject to master netting agreements with the respective counterparties which allow the Company to net settle transactions with a single net amount payable by one party to another party. The Company has elected to present the derivative assets and derivative liabilities on the Condensed Consolidated Balance Sheets on a gross basis as of March 31, 2026 and December 31, 2025.
The following table presents on a net basis the derivative assets and liabilities that are subject to right of offset under enforceable master netting agreements:
| | | | | | | | | | | | | | | | | |
| March 31, 2026 |
| Gross Amounts as Presented on the Condensed Consolidated Balance Sheet | | Derivative Contract Amounts Subject to Right of Offset | | Derivative Contracts as Presented on a Net Basis |
| | | | | |
| Assets | $ | 17.5 | | | $ | (4.1) | | | $ | 13.4 | |
| Liabilities | 15.2 | | | (4.1) | | | 11.1 | |
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| December 31, 2025 |
| Gross Amounts as Presented on the Condensed Consolidated Balance Sheet | | Derivative Contract Amounts Subject to Right of Offset | | Derivative Contracts as Presented on a Net Basis |
| | | | | |
| Assets | $ | 22.3 | | | $ | (2.2) | | | $ | 20.1 | |
| Liabilities | 3.3 | | | (2.2) | | | 1.1 | |
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14. FAIR VALUE
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The inputs used to measure fair value are classified into the following hierarchy:
| | | | | |
| Level 1 | Unadjusted quoted prices in active markets for identical assets or liabilities |
| Level 2 | Unadjusted quoted prices in active markets for similar assets or liabilities, or |
| Unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or |
| Inputs other than quoted prices that are observable for the asset or liability |
| Level 3 | Unobservable inputs for the asset or liability |
The Company uses the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
The fair values of cash equivalents and short-term deposits approximate their carrying values as of March 31, 2026 and December 31, 2025, due to the short period of time to maturity and are classified using Level 1 inputs. The fair values of trade receivables and accounts payable approximate the carrying values due to the short period of time to maturity. See Note 7 - Debt and Bank Credit Facilities for disclosure of the approximate fair value of the Company's debt as of March 31, 2026 and December 31, 2025.
The following table sets forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2026 and December 31, 2025:
| | | | | | | | | | | | | | | | | |
| March 31, 2026 | | December 31, 2025 | | Classification |
| Assets: | | | | | |
| Prepaid Expenses and Other Current Assets: | | | | | |
| Derivative Currency Contracts | $ | 10.2 | | | $ | 11.2 | | | Level 2 |
| Derivative Commodity Contracts | 7.1 | | | 9.5 | | | Level 2 |
| | | | | |
| Other Noncurrent Assets: | | | | | |
| Assets Held in Rabbi Trust | 16.4 | | | 16.8 | | | Level 1 |
| | | | | |
| Derivative Currency Contracts | 0.2 | | | 0.5 | | | Level 2 |
| Derivative Commodity Contracts | — | | | 1.1 | | | Level 2 |
| Liabilities: | | | | | |
| | | | | |
| | | | | |
| Other Accrued Expenses: | | | | | |
| | | | | |
| Derivative Currency Contracts | 13.1 | | | 2.9 | | | Level 2 |
| Derivative Commodity Contracts | 1.3 | | | 0.4 | | | Level 2 |
| Other Noncurrent Liabilities: | | | | | |
| | | | | |
| Derivative Currency Contracts | 0.5 | | | — | | | Level 2 |
| Derivative Commodity Contracts | 0.3 | | | — | | | Level 2 |
| | | | | |
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Level 1 fair value measurements for assets held in a Rabbi Trust are unadjusted quoted prices.
Level 2 fair value measurements for derivative assets and liabilities are measured using quoted prices in active markets for similar assets and liabilities. Foreign currency forwards are valued based on exchange rates quoted by domestic and foreign banks for similar instruments. Commodity forwards are valued based on observable market transactions of forward commodity prices. Senior Notes are valued based on rates for instruments with comparable maturities and credit quality. See Note 7 - Debt and Bank Credit Facilities for further information.
15. RESTRUCTURING ACTIVITIES
The Company incurred restructuring and restructuring-related costs on projects during the three months ended March 31, 2026 and March 31, 2025. The Company has initiated restructuring plans to achieve cost synergies from procurement, distribution efficiencies, footprint rationalization and other general cost savings measures. Restructuring costs include employee termination and plant relocation costs. Restructuring-related costs include costs directly associated with actions resulting from the Company's simplification initiatives, such as asset write-downs or accelerated depreciation due to shortened useful lives in connection with site closures, discretionary employment benefit costs and other facility rationalization costs. Restructuring costs for employee termination expenses are generally recognized when the severance liability is determined to be probable of being paid and reasonably estimable while plant relocation costs and related costs are generally required to be expensed as incurred.
The following table presents a reconciliation of provisions and payments for the restructuring projects for the three months ended March 31, 2026 and March 31, 2025:
| | | | | | | | | | | | | | | |
| Three Months Ended | | |
| March 31, 2026 | | March 31, 2025 | | | | |
| Beginning Balance | $ | 8.7 | | | $ | 16.3 | | | | | |
| | | | | | | |
Provision(1) | 8.0 | | | 8.7 | | | | | |
| | | | | | | |
| Less: Payments | 7.5 | | | 9.1 | | | | | |
| Ending Balance | $ | 9.2 | | | $ | 15.9 | | | | | |
(1) Excludes equipment related write-offs and restructuring related depreciation adjustments
The following table is a reconciliation of expenses by type for restructuring projects for the three months ended March 31, 2026 and March 31, 2025:
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| Three Months Ended |
| March 31, 2026 | | March 31, 2025 |
| Restructuring Costs: | Cost of Sales | | Operating Expenses | | Total | | Cost of Sales | | Operating Expenses | | Total |
| Severance Expense | $ | 4.8 | | | $ | 1.8 | | | $ | 6.6 | | | $ | 2.9 | | | $ | 3.7 | | | $ | 6.6 | |
| Facility Related Costs | 1.0 | | | 0.3 | | | 1.3 | | | 1.9 | | | 0.4 | | | 2.3 | |
| Other Expenses | 0.4 | | | — | | | 0.4 | | | 0.6 | | | 0.3 | | | 0.9 | |
| Total Restructuring Costs | $ | 6.2 | | | $ | 2.1 | | | $ | 8.3 | | | $ | 5.4 | | | $ | 4.4 | | | $ | 9.8 | |
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The following table shows the allocation of Restructuring Expenses by segment for the three months ended March 31, 2026 and March 31, 2025:
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| Restructuring Costs - Three Months Ended | Automation & Motion Control | | Industrial Powertrain Solutions | | Power Efficiency Solutions | | | | Total |
| March 31, 2026 | $ | 1.1 | | | $ | 3.9 | | | $ | 3.3 | | | | | $ | 8.3 | |
| March 31, 2025 | $ | 0.6 | | | $ | 8.8 | | | $ | 0.4 | | | | | $ | 9.8 | |
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The Company expects to record aggregate future charges related to restructuring of $22.9 million in the remainder of 2026. The Company continues to evaluate operating efficiencies and anticipates incurring additional costs in future periods in connection with these activities.